Connecticut Registration Rights Agreement, also known as a "Connecticut ERA," is a legal contract that defines the rights and obligations related to the registration of securities between Alexander and Alexander Services, Inc. (hereinafter referred to as "AAS") and Purchasers. This agreement plays a crucial role in facilitating the efficient and effective registration process, ensuring compliance with applicable securities laws and regulations. Under the Connecticut ERA, Alexander and Alexander Services, Inc. grants certain registration rights to the Purchasers, allowing them to demand and participate in the registration of the securities they hold. These registration rights are usually provided to protect the interests of the Purchasers and to provide them with liquidity and flexibility when it comes to selling their securities in the public market. Some key provisions and features of the Connecticut Registration Rights Agreement include: 1. Demand Registration Rights: This provision grants the Purchasers the right to request that AAS register their securities with the appropriate regulatory authorities. These demands are typically subject to specific conditions and limitations outlined in the agreement, such as minimum transaction size or waiting periods between demands. 2. Piggyback Registration Rights: Piggyback rights enable the Purchasers to include their securities in any registration statements that AAS may file with the regulatory authorities. This allows the Purchasers to sell their securities alongside AAS, benefiting from the marketing and underwriting efforts of the company. 3. Registration Expenses: The agreement clarifies how the registration expenses will be allocated between AAS and the Purchasers. Typically, AAS bears the expenses associated with filing fees, legal fees, and other external costs related to the registration process. 4. Indemnification: This provision safeguards the Purchasers against any potential liabilities or losses resulting from the registration process. AAS agrees to indemnify and hold the Purchasers harmless from any such claims or actions arising due to false or misleading information provided by AAS. 5. Lock-up Periods: In some cases, the agreement might include lock-up periods during which the Purchasers are restricted from selling their securities. This restriction helps maintain stability and prevent unnecessary volatility in the market following the registration. It's important to note that while the overall structure and provisions remain similar across different Connecticut Registration Rights Agreements, the specific terms may vary depending on the negotiated agreement between Alexander and Alexander Services, Inc. and the Purchasers. These agreements can be modified to accommodate the unique requirements of both parties and the specific nature of the securities being registered. Different types of Connecticut Registration Rights Agreements between Alexander and Alexander Services, Inc. and Purchasers might include variations in the registration rights granted, the size of the securities offering, the duration of the agreement, and any additional provisions agreed upon between the parties to meet their specific needs and circumstances. In conclusion, the Connecticut Registration Rights Agreement between Alexander and Alexander Services, Inc. and Purchasers is a legally binding contract that establishes the rights and obligations related to the registration of securities. By providing registration rights, this agreement enables Purchasers to smoothly navigate the process of selling their securities in the public market while ensuring compliance with applicable securities laws and regulations.